UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 26, 2020
Greencity Acquisition Corporation
(Exact name of registrant as specified in its charter)
| Cayman Islands | 001-39404 | N/A | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
505 Eshan Road, Floor 6,
Pudong New District, Shanghai, China 200120
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (+86) 21-20257919
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) |
Name of each exchange on which registered | ||
| Units, each consisting of one Ordinary Share and one Redeemable Warrant | GRCYU | The Nasdaq Stock Market LLC | ||
| Ordinary Shares, par value $0.0001 per share | GRCY | The Nasdaq Stock Market LLC | ||
| Redeemable Warrants, each exercisable for one-half of Ordinary Share for $11.50 per share | GRCYW | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 8.01 Other Events.
As previously reported, Greencity Acquisition Corporation (the “Company”) consummated its initial public offering (“IPO”) of an aggregate of 4,000,000 units (the “Units”). Each Unit consists of one ordinary share of the Company, par value $0.0001 per share (“Ordinary Shares”), and one redeemable warrant of the Company (the “Warrants”), with each Warrant entitling the holder thereof to purchase one-half of one share of Ordinary Share for $11.50 per share. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of approximately $40,000,000.
On August 26, 2020, the Company issued a press release, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K, announcing that the holders of the Units may elect to separately trade the Ordinary Shares and Warrants comprising the Units commencing on August 28, 2020. Those Units not separated will continue to trade on The Nasdaq Capital Market under the symbol “GRCYU,” and the Ordinary Shares and Warrants that are separated will trade on The Nasdaq Capital Market under the symbols “GRCY” and “GRCYW,” respectively. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. Holders of the Units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the Units into Ordinary Shares and Warrants.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit No. | Description of Exhibits | |
| 99.1 | Press Release dated August 26, 2020. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: August 26, 2020 | Greencity Acquisition Corporation | |
| By: | /s/ Ming Zhang | |
| Name: Ming Zhang | ||
| Title: Chief Executive Officer | ||
Exhibit 99.1
Greencity Acquisition Corporation Announces the Early Separate Trading of its Ordinary Shares and Warrants
NEW YORK, NY, Aug. 26, 2020 (GLOBE NEWSWIRE) -- Greencity Acquisition Corporation (the “Company”) announced today that, commencing August 28, 2020, holders of the 4,000,000 units sold in the Company’s initial public offering may elect to separately trade the Company’s ordinary shares and warrants included in the units. The ordinary shares and warrants that are separated will trade on The Nasdaq Capital Market under the symbols “GRCY” and “GRCYW,” respectively. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Those units not separated will continue to trade on The Nasdaq Capital Market under the symbol “GRCYU.” Holders of units will need to have their brokers contact Continental Stock Transfer & Trust Company, the Company’s transfer agent, in order to separate the units into ordinary shares and warrants.
The units were initially offered by the Company in an underwritten offering. Ladenburg Thalmann & Co. Inc. acted as the sole book running manager for the offering and Brookline Capital Markets, a division of Arcadia Securities, LLC acted as co-manager of the offering. The offering was made only by means of a prospectus. Copies of the prospectus may be obtained by contacting Ladenburg Thalmann & Co. Inc., Attn: Syndicate Department, 277 Park Ave., 26th Floor, New York, NY 10172, telephone number: 1-800-573-2541, e-mail: prospectus@ladenburg.com. A registration statement relating to these securities became effective on July 23, 2020. This press rele shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Greencity Acquisition Corporation
The Company is a blank check company incorporated as a Cayman Islands exempted company and formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. While the Company may pursue an acquisition opportunity in any industry or sector, the Company intends to focus on businesses that have a connection to the Asian market.
Forward-Looking Statements
This press release contains statements that constitute “forward-looking statements”. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the offering filed with the Securities and Exchange Commission (“SEC”). Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
Contact
Richard Yu
Chief Financial Officer
(+86) 18017342125
richardyu@grcyu.com